-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PK5AK+F3XwFgA05fBvdTtlSgZqst3NUMWNceWYx/i+ftoVkDaFV18TRwbYh+/enI NOFALtGlicbXejKAGjnT8A== 0000927089-96-000067.txt : 19960729 0000927089-96-000067.hdr.sgml : 19960729 ACCESSION NUMBER: 0000927089-96-000067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19960719 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960726 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMBANC HOLDING CO INC CENTRAL INDEX KEY: 0001000301 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 141783770 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27036 FILM NUMBER: 96599370 BUSINESS ADDRESS: STREET 1: 11 DIVISION ST CITY: AMSTERDAM STATE: NY ZIP: 12010 BUSINESS PHONE: 5188427200 MAIL ADDRESS: STREET 1: PO BOX 669 CITY: AMSTERDAM STATE: NY ZIP: 12010 8-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 19, 1996 AMBANC HOLDING CO., INC. - ----------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) Delaware 0-27306 14-1783770 (State or other (Commission File (IRS Employer jurisdiction of No.) Identification incorporation) No.) 11 Division Street, Amsterdam, New York 12010-4303 - ------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (518) 842-7200 - ----------------------------------------------------------------- N/A - ------------------------------------------------------------------ (Former name or former address, if changed since last report) Item 5. Other Events - --------------------- On July 19, 1996, the Registrant issued the press release attached hereto as Exhibit 99.1 announcing its earnings for the second quarter ended June 30, 1996. On July 22, 1996, the Registrant issued the press release attached hereto as Exhibit 99.2 announcing its intentions to commence a 10% stock repurchase program. Item 7. Financial Statements and Exhibits - ------------------------------------------ (c) Exhibits The Exhibits referred to in Item 5 of this Report and listed on the accompanying Exhibit Index are filed as part of this Report and are incorporated herein by reference. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. AMBANC HOLDING CO., INC. Date: July 25, 1996 By: /s/ Robert J. Brittain ------------------------ ------------------------- Robert J. Brittain President and Chief Executive Officer Exhibit Sequential Number Description Page No. - ------- ----------- ---------- 99.1 Press release dated July 19, 1996 6 99.2 Press release dated July 22, 1996 8 EX-99.1 2 FOR IMMEDIATE RELEASE July 19, 1996 Contact: Robert J. Brittain, President and CEO (518) 842-7200 Harold A. Baylor, Vice Pres. & Treas. (518) 842-1445 Ambanc Holding Co., Inc., the parent of Amsterdam Savings Bank, F.S.B., announces earnings for the quarter and the six-months ended June 30, 1996. Amsterdam, N.Y. - Ambanc Holding Co., Inc. (NASDAQ - AHCI) ("Company"), the holding company of Amsterdam Savings Bank, F.S.B. ("Bank"), today reported earnings for the quarter ended June 30, 1996, of $510,000, or $0.09 per share, and earnings for the six months ended June 30, 1996, of $196,000, or $0.04 per share, compared to losses of $820,000 and $172,000 in the comparable periods in 1995. Shares issued and outstanding on June 30, 1996, were 5,422,250. Prior to the consummation of the conversion on December 26, 1995, the Company had no significant assets, liabilities or operations. Accordingly, the consolidated data released represents the data of the Bank and its subsidiaries for the quarter and the six-months ended June 30, 1995. Results of Operations For the Three Months Ended June 30, 1996 and 1995: - ----------------------------------------------------------------- The Company attributed its 1996 second quarter earnings improvement, in part, to an increase in net interest income of $631,000, or 19.2%, to $3.9 million from $3.3 million in the second quarter of 1995. Also contributing to its improved earnings were decreases in the provision for loan losses and non-interest expenses of $683,000 and $834,000, respectively, in comparison to the 1995 period. The Company's efficiency ratio decreased to 65.7% for the three months ended June 30,1996, from 81.8% in the comparable 1995 period. The improvement in net interest income resulted from an increase in average net earning assets of $43.2 million, funded primarily by the proceeds received in the conversion and an increase in borrowed funds. The positive effect from the growth in average net earning assets was partially offset by a narrowing of 14 basis points in the Company's average net interest margin to 3.87% from 4.01% in 1995's second quarter. The provision for loan losses declined by $683,000 to $433,000 for the quarter ended June 30, 1996, compared to the same quarter in 1995. In the 1995 period, the Bank decided that it was prudent to significantly increase its provision expense based on management's analysis of the Bank's asset quality and the level of its allowance for loan losses. In the 1996 period, management's analysis of its allowance for loan losses indicated that its reserve levels were adequate and, therefore, did not necessitate the same levels of provision expense required in the prior year. The decrease in non-interest expenses was primarily attributable to a decline in losses and write-downs on real estate owned of $680,000. In the second quarter of 1995, the Bank significantly increased its losses and write-down expense based on actual expenses incurred and management's estimations of lower fair values, less disposal costs. Management's estimations of the fair value of the Bank's repossessed assets were based on various factors, which included appraisals, actual sales, and offers to purchase such properties or properties similar in nature to the repossessed properties held by the Bank. A similar analysis in 1996 did not indicate that additional write-downs were required as was the case in 1995. Also contributing to the decrease in non-interest expenses was a decline in the FDIC/BIF deposit insurance expense of $177,000 due to the minimum annual premium assessment of $2,000 currently applied to well-capitalized institutions. Results of Operations For the Six Months Ended June 30, 1996 and 1995: - ----------------------------------------------------------------- The improvement in net income of $368,000 for the six months ended June 30, 1996, to $196,000 was the result, in part, of an increase in net interest income of $899,000, or 13.4%, to $7.6 million compared to $6.7 million for the six months ended June 30, 1995. Also contributing to the improved earnings was a decrease in non-interest expenses of $608,000, or 9.9%, to $5.5 million from the comparable six month period in 1995. The Company's efficiency ratio was reduced to 65.6% for the six months ended June 30, 1996, from 70.0% in the same period a year ago. These positive factors were partially offset by an increase in the provision for loan losses of $777,000 due entirely to a $1.5 million charge taken on March 31, 1996, pertaining to the Bank's aggregate lending relationship of $3.6 million with the Bennett Funding Group, a company that filed for Chapter 11 on March 29, 1996. The improvement in net interest income was attributable to an increase in average net earning assets of $76.9 million funded primarily by the proceeds from the stock conversion. The positive effect derived by the growth in average net earning assets was partially offset by a decrease in the average net interest margin to 3.89% for the six months ended June 30, 1996, from 4.15% in the same period of 1995. Earnings were also positively affected by a decline in non-interest expenses of $608,000, or 9.9%, to $5.5 million. The primary reason for the decrease was a decline in losses and write-downs on real estate owned of $778,000 for the same reasons as stated above for the three months ended June 30, 1996. Also contributing to the decrease in non-interest expenses was a decline in the FDIC/BIF deposit insurance premium of $352,000 Ambanc Holding Co., Inc. is a newly formed unitary savings and loan holding company. The Company's primary subsidiary, Amsterdam Savings Bank, F.S.B., operates nine banking offices in Montgomery (4), Saratoga (2), Fulton (1), Schenectady (1), and Albany (1) counties in New York. The Bank's deposits are insured by the FDIC through the Bank Insurance Fund (BIF). AMBANC HOLDING CO., INC. Selected Consolidated Financial Information
June 30 December 31 1996 1995 ----------- ----------- (In Thousands) Selected Financial Condition Data: - ---------------------------------- Total assets $ 458,988 $439,365 Loans receivable, net 258,801 249,991 Mortgage-backed securities 132,685 53,033 Investment securities 43,862 21,389 Due from brokers 0 18,128 Deposits 305,355 311,239 Total borrowings 74,370 0 Due to brokers 0 46,880 Total equity 74,822 76,015 For the Three For the Six Months Ended Months Ended June 30, June 30, --------------- ---------------- 1996 1995 1996 1995 ------ ------- ------- ------- (In Thousands) Selected Operations Data: - ------------------------- Total interest income $7,590 $ 6,426 $14,538 $12,698 Total interest expense 3,681 3,148 6,943 6,002 ------ ------- ------- ------- Net interest income 3,909 3,278 7,595 6,696 Provision for loan losses 433 1,116 2,061 1,284 ------ ------- ------- ------- Net interest income after provision for loan losses 3,476 2,162 5,534 5,412 Fees and service charges 169 166 330 313 Net gain(loss) on sales and redemptions of investment and mortgage-backed securities 0 1 (98) 1 Other non-interest income 83 89 154 226 ------ ------- ------- ------- Total non-interest income 252 256 386 540 Total non-interest expense 2,855 3,689 5,519 6,127 ------ ------- ------- ------- Income(loss) before taxes 873 (1,271) 401 (175) Income tax provision 363 (451) 205 (3) ------ ------- ------- ------- Net income (loss) $ 510 $ (820) $ 196 $ (172) ====== ======= ======= =======
AMBANC HOLDING CO., INC. Selected Financial Ratios and Other Data
For the Three For the Six Months Ended Months Ended June 30, June 30, ------------------ ------------------ 1996 1995 1996 1995 ------- -------- ------- -------- Performance Ratios: Return on assets 0.47% (0.97)% 0.09% (0.10)% Return on equity 2.74 (11.72) 0.52 (1.23) Interest rate spread during period 2.94 3.49 2.93 3.81 Net interest margin during period 3.87 4.01 3.89 4.15 Efficiency ratio 65.73 81.77 65.60 70.00 Ratio of operating expense to average total assets 2.62 4.35 2.58 3.55 Ratio of avg. interest-earning assets to average interest- bearing liabilities 131.10 113.51 133.91 109.15 Asset Quality Ratios: June 30, 1996 December 31, 1995 - --------------------- ------------- ----------------- Non-performing assets to total assets at end of period 3.65% 2.74% Non-performing loans to total loans 6.37 3.51 Allowance for loan losses to non-performing loans 32.88 30.10 Allowance for loan and real estate owned losses to non-performing assets 26.19 21.99 Allowance for loan losses to loans receivable, net 1.65 1.05 Capital Ratios: - --------------- Equity to total assets at end of period 16.30 17.30 Average equity to average assets 17.68 8.30 Other Data: - ----------- Number of full-service offices 9 9
EX-99.2 3 FOR IMMEDIATE RELEASE Contact: - -------- Robert J. Brittain, President & C.E.O. (518) 842 - 7200 (518) 842 - 7500 (FAX) AMBANC HOLDING CO., INC. ANNOUNCES STOCK REPURCHASE PROGRAM ----------------------------------------------------------- Amsterdam, N.Y., July 22, 1996 -- Ambanc Holding Co., Inc. (NASDAQ: AHCI) announced its intention today to repurchase up to 10% of its outstanding shares in the open market during the period July 23, 1996 to December 31, 1996. The shares will be purchased at prevailing market prices from time to time during the repurchase period depending upon market conditions. Robert J. Brittain, President & C.E.O. of the Company, indicated that the Board of Directors approved the repurchase program in view of the current price level of the Company's common stock and the strong capital position of the Company's subsidiary, Amsterdam Savings Bank, F.S.B. Mr. Brittain stated that "we believe that the repurchase of our shares represents an attractive investment opportunity which will benefit the Company and our stockholders. The repurchased shares will become treasury shares and will be used for general corporate purposes." Over the past three months, the Company's shares traded between $9.38 and $9.88. At June 30, 1996, the Company had $459.0 million in assets, stockholders' equity of $74.8 million, and 5,422,250 shares issued and outstanding. -END- -----END PRIVACY-ENHANCED MESSAGE-----